UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 19, 2007
CMGI, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 000-23262 | 04-2921333 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1100 Winter Street
Waltham, Massachusetts 02451
(Address of Principal Executive Offices) (Zip Code)
(781) 663-5001
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) On February 19, 2007, ModusLink Corporation (“ModusLink”), a subsidiary of CMGI, Inc., entered into a letter agreement (the “Letter Agreement”) with William R. McLennan, President, International Business Unit of ModusLink, extending Mr. McLennan’s expatriate assignment in Singapore for an additional 24 months. Mr. McLennan’s expatriate assignment which would have expired on April 1, 2007 will now expire on April 1, 2009, unless otherwise extended by mutual agreement or terminated by ModusLink. All other terms of Mr. McLennan’s expatriate assignment (except for base salary, which as previously reported has been adjusted) will continue to be governed by the Expatriate Assignment Letter dated March 10, 2005 between ModusLink and Mr. McLennan.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
The exhibits listed in the Exhibit Index immediately preceding such exhibits are filed with this report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CMGI, Inc. | ||||||
| Date: February 23, 2007 | By: | /s/ Peter L. Gray | ||||
| Peter L. Gray Executive Vice President and General Counsel | ||||||
EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.1 | Letter Agreement, dated February 15, 2007, by and between ModusLink Corporation and William R. McLennan. | |
Exhibit 10.1
[MODUSLINK LOGO APPEARS HERE]
Corporate Offices
1100 Winter Street
Suite 4600
Waltham, MA 02451
United States
Tel: 781.663.5000
Fax: 781.663.5100
Via Facsimile (+65-6885-9401) and Email
February 15, 2007
Mr. William R. McLennan
c/o ModusLink PTE LTD
51 Ubi Avenue 3
Singapore 408858
Dear Bill:
This letter confirms our mutual agreement to extend you expatriate assignment in Singapore, which would otherwise expire on April 1, 2007, for an additional 24 months. Your assignment will now expire on April 1, 2009, but may be extended upon mutual agreement, and may be terminated at management’s sole discretion. The Letter of Understanding dated March 10, 2005 (other than your base salary, which has been adjusted from time to time) will continue to govern the terms of your assignment.
Bill, I appreciate the fine job you are doing as ModusLink’s President, International Business Unit, and look forward to your continued contributions to the company.
Very truly yours,
/s/ Joseph C. Lawler
Joseph C. Lawler
Agreed and Acknowledged:
/s/ William R. McLennan
William R. McLennan
2/19/07
Date
www.moduslink.com